NVC International Holdings Limited

雷士國際控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 2222)

Number of shares to which this form of proxy relates(Note 1)

FORM OF PROXY FOR THE ANNUAL GENERAL MEETING TO BE HELD ON

FRIDAY, 11 JUNE 2021

I/We(Note 2)

of

being the registered holder(s) of the issued share capital of NVC International Holdings Limited (the "Company") hereby appoint the CHAIRMAN OF THE MEETING(Note 3) or

of

as my/our proxy to attend, act and vote for me/us and on my/our behalf as directed below at the annual general meeting (the "Meeting") of the Company to be held at Conference Hall 03, Level 1, Building 1E, Phase 1, Hong Kong Science Park, Pak Shek Kok, Sha Tin, Hong Kong on Friday, 11 June 2021 at 10:00 a.m. (and at any adjournment thereof).

Please tick "" in the appropriate boxes as a mark to indicate how you wish your vote(s) to be cast on a poll(Note 4) .

ORDINARY RESOLUTIONS

FOR (Note 4)

AGAINST (Note 4)

1.

To receive the audited consolidated financial statements of the Company and the reports of the

directors and auditor for the year ended 31 December 2020.

2.

To re-elect Mr. WANG Dongming as an executive director of the Company.

3.

To re-elect Mr. WANG Keven Dun as a non-executive director of the Company.

4.

To re-elect Mr. WANG Xuexian as an independent non-executive director of the Company.

5.

To re-elect Mr. JIA Hongbo as an independent non-executive director of the Company.

6.

To authorize the board of directors of the Company to fix the respective directors' remuneration.

7.

To re-appoint Deloitte Touche Tohmatsu as the auditor of the Company and to authorize the board

of directors of the Company to fix its remuneration.

8.

To give a general mandate to the directors of the Company to buy back shares of the Company not

exceeding 10% of the total number of issued shares of the Company as at the date of passing of

this resolution.

9.

To give a general mandate to the directors of the Company to allot, issue and deal with additional

shares of the Company not exceeding 20% of the total number of issued shares of the Company as

at the date of passing of this resolution.

10.

To extend the general mandate granted to the directors of the Company to allot, issue and deal

with additional shares in the share capital of the Company by the aggregate number of the shares

bought back by the Company.

Dated this

day of

2021

Signature(s)(Note 5)

Notes:

  1. Please insert the number of shares registered in your name(s). If no number is inserted, this form of proxy will be deemed to relate to all the shares of the Company registered in your name(s). If more than one proxy is appointed, the number of shares in respect of which each such proxy so appointed must be specified.
  2. Full name(s) and address(es) to be inserted in BLOCK CAPITALS.
  3. If any proxy other than the Chairman of the Meeting is preferred, please strike out the words "the CHAIRMAN OF THE MEETING" and insert the name and address of the proxy desired in the space provided. A member of the Company entitled to attend and vote at the Meeting may appoint a proxy/more than one proxy to attend and on a poll, vote on his/her behalf. A proxy need not be a member of the Company. Every shareholder present in person or by proxy shall be entitled to one vote for each share held by him/her.
  4. IMPORTANT: IF YOU WISH TO VOTE FOR A RESOLUTION, PLEASE TICK ("") THE BOX MARKED "FOR". IF YOU WISH TO VOTE AGAINST A RESOLUTION, PLEASE TICK ("") THE BOX MARKED "AGAINST". If no direction is given, your proxy will vote or abstain at his/her discretion. Your proxy will also be entitled to vote at his/her discretion on any resolution properly put to the Meeting other than those referred to in the notice convening the Meeting.
  5. This form of proxy must be signed by you or your attorney duly authorized in writing. In case of a corporation, the same must be either under its common seal or under the hand of an officer or attorney so authorized. ANY ALTERATION MADE TO THIS FORM OF PROXY MUST BE INITIALLED BY THE PERSON WHO SIGNS IT.
  6. In case of joint holders, the vote of the senior who tenders a vote, whether in person or by proxy, will be accepted to the exclusion of votes of the other joint holder(s) and for this purpose seniority will be determined by the order in which the names stand in the register of members of the Company.
  7. In order to be valid, this form of proxy together with the power of attorney or other authority (if any) under which it is signed or a notarially certified copy thereof, must be deposited at the Company's Hong Kong branch share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible but in any event not less than 48 hours before the time appointed for holding the Meeting (i.e. not later than 10:00 a.m. on Wednesday, 9 June 2021).
  8. Completion and delivery of the form of proxy will not preclude you from attending and voting at the Meeting in person if you so wish.
  9. References to time and dates in this form of proxy are to Hong Kong time and dates.

PERSONAL INFORMATION COLLECTION STATEMENT

Your supply of your and your proxy's (or proxies') name(s) and address(es) is on a voluntary basis for the purpose of processing your request for the appointment of a proxy (or proxies) and your voting instructions for the Meeting of the Company (the "Purposes"). We may transfer your and your proxy's (or proxies') name(s) and address(es) to our agent, contractor, or third party service provider who provides administrative, computer and other services to us for use in connection with the Purposes and to such parties who are authorized by law to request the information or are otherwise relevant for the Purposes and need to receive the information. Your and your proxy's (or proxies') name(s) and address(es) will be retained for such period as may be necessary to fulfill the Purposes. Request for access to and correction of the relevant personal data can be made in accordance with the provisions of the Personal Data (Privacy) Ordinance and any such request should be in writing by mail to the Company's Principal Place of Business in Hong Kong at Unit 705, 7/F, Building 20E, Phase 3, Hong Kong Science Park, Pak Shek Kok, Sha Tin, New Territories, Hong Kong.

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NVC International Holdings Limited published this content on 06 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 06 May 2021 19:06:27 UTC.